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As filed with the Securities and Exchange Commission on January 26, 1999
Registration Statement No. 333-56531
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST EFFECTIVE AMENDMENT NO. 1 TO
FORM S-3
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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SAPIENT CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE 04-3130648
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
ONE MEMORIAL DRIVE
CAMBRIDGE, MASSACHUSETTS 02142
(617) 621-0200
(Address, including zip code, and
telephone number, including area code,
of registrant's principal
executive offices)
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DEBORAH ENGLAND GRAY
GENERAL COUNSEL
SAPIENT CORPORATION
ONE MEMORIAL DRIVE
CAMBRIDGE, MASSACHUSETTS 02142
(617) 621-0200
(Name, address, including zip code, and
telephone number, including area code,
of agent for service)
Copy to:
Jonathan Wolfman, Esq.
HALE AND DORR LLP
60 State Street
Boston, Massachusetts 02109
(617) 526-6000
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO PUBLIC: NOT APPLICABLE.
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [ ]
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If any of the securities being registered on this form are to be
offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, other than securities offered only in connection with
dividend or interest reinvestment plans, check the following box. [ ]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ] 333-_______.
If this form is a post-effective amendment filed pursuant to Rule
462(c) under the Securities Act, check the following box and list the Securities
Act registration statement number of the earlier effective registration
statement for the same offering. [ ] 333-__________.
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. [ ]
EXPLANATORY NOTE
Pursuant to a Registration Statement on Form S-3 (File No. 333-56531)
(the "Registration Statement"), Sapient Corporation (the "Company"), registered
an aggregate of 91,760 shares of the Company's common stock, $0.01 par value per
share, (the "Common Stock") for the account of certain stockholders of the
Company (the "Selling Stockholders"). The shares were issued to the Selling
Stockholders in connection with the acquisition by the Company of EXOR
Technologies, Inc. on December 15, 1997 pursuant to the terms of a stock
purchase agreement. The Registration Statement was declared effective on June
17, 1998.
The Company's obligation to keep the Registration Statement effective
has terminated. Accordingly, this Post-Effective Amendment No. 1 to the
Registration Statement is being filed for the purpose of deregistering the
remaining 83,530 shares of the Common Stock which were not sold in the offering.
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SIGNATURE
Pursuant to Rule 478 promulgated under the Securities Act of 1933, as
amended, the Registrant has duly caused this Post-Effective Amendment No. 1 to
be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Cambridge, Commonwealth of Massachusetts on the 26th day of January,
1999.
SAPIENT CORPORATION
By: /s/ Jerry Greenberg
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Jerry Greenberg
Co-Chief Executive Officer
